U.S.
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12b-25
Notification of Late Filing
SEC File Number 0-20770
CUSIP Number 761235506
(Check One):
(X) Form 10-K and Form 10-KSB ( ) Form 20-F
( ) Form 11-K ( ) Form 10-Q and Form 10-QSB
( ) Form N-SAR
For Period Ended: June 30, 1999
( ) Transition Report on Form 10-K
( ) Transition Report on Form 20-F
( ) Transition Report on Form 11-K
( ) Transition Report on Form 10-Q
( ) Transition Report on Form N-SAR
For the Transition Period Ended: _____________________
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
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PART I
REGISTRANT INFORMATION
Full Name of Registrant: Response USA, Inc.
Former Name if Applicable:
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Address of Principal Executive
Office (Street and Number): 3 EXECUTIVE CAMPUS, 2ND FLOOR SOUTH
City, State and Zip Code: CHERRY HILL, NJ 08002
PART II
RULES 12b-25(b) and (c)
If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed (check appropriate box):
| (a) The reasons described in reasonable detail in Part III of this
| form could not be eliminated without unreasonable effort
| or expense;
|
[X] | (b) The subject annual report on Form 10-KSB will be filed on or before
| the 15th calendar day following the prescribed due date; and
|
| (c) The accountant's statement or other exhibit required by
| Rule 12b-25(c) has been attached, if applicable.
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PART III
NARRATIVE
State below in reasonable detail the reasons why the Form 10-KSB could not
be filed within the prescribed period:
On August 11, 1999, the Company entered into a Stock Purchase Agreement
(the "Agreement") pursuant to which the Company will sell its electronic
security and patrol services subsidiaries (the "Sale"). The Sale is scheduled
to close on September 30, 1999. Since the execution of the Agreement, the
prospective buyer has been conducting an extensive financial review of the
Company, and management's efforts have been substantially devoted to
responding to buyer's inquiries. As a result, management requires additional
time to prepare a complete and accurate Form 10-KSB.
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PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
RICHARD M. BROOKS 856 661-0700
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of
the Securities Exchange Act of 1934 or Section 30 of the Investment
Company Act of 1940 during the preceding 12 months or for such shorter
period that the registrant was required to file such report(s) been
filed? If the answer is no, identify report(s).
[X] Yes [ ] No
(3) Is it anticipated that any significant change in results of operations
from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject
report or portion thereof?
[ ] Yes [X] No
If so: attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state the reasons
why a reasonable estimate of the results cannot be made.
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Response USA, Inc.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: September 27, 1999 By:/S/ RICHARD M. BROOKS
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Richard M. Brooks,
President and Chief Executive
Officer